Exhibit 10.3

                            SECURED PROMISSORY NOTE

$3,864,880                                                GREENWICH, CONNECTICUT
                                                          AS OF June 11, 2014

     (a)  For value received, PASSUR Aerospace, Inc. (formerly MEGADATA
          CORPORATION), a New York corporation (hereinafter referred to as
          "Borrower"), hereby unconditionally PROMISES TO PAY to the order of
          G.S. Beckwith Gilbert ("Lender"), or his permitted assigns, to an
          account designated by Lender, in lawful money of the United States of
          America and in immediately available funds, the principal sum of three
          million eight hundred sixty four thousand and eight hundred eighty
          dollars ($3,864,880) together with interest on the unpaid principal
          amount of this Note. Interest shall be payable at the annual rate of
          6.0% from June 11, 2014 to November 1, 2016 payable in cash. Interest
          payments shall be made annually at October 31 of each year.

     The principal amount evidenced hereby will be repaid in full on November 1,
2016. All accrued and unpaid interest hereunder as of November 1, 2016, shall be
payable on such date.

     Notwithstanding the foregoing, the principal amount of the indebtedness
evidenced hereby, together with all accrued interest, shall be immediately due
and payable upon written notice to Borrower from Lender upon the happening of
any of the following Events of Default:

     (a)  Any representation or warranty in the Securities Purchase Agreement,
          dated September 18, 1996, between Borrower and Lender shall be untrue
          or incorrect in any material respect;

     (b)  Any of the assets of Borrower shall be attached, seized, levied upon
          or subjected to a writ or distress warrant, or come within the
          possession of any receiver, trustee, custodian or assignee for the
          benefit of creditors of Borrower and shall remain unstayed or
          undismissed for thirty (30) consecutive days; or any person other than
          Borrower shall apply for the appointment of a receiver, trustee or
          custodian for any of the assets of Borrower and shall remain unstayed
          or undismissed for thirty (30) consecutive days; or Borrower shall
          have concealed, removed or permitted to be concealed or removed, any
          part of its property, with the intent to hinder, delay or defraud its
          creditors or any of them or made or suffered a transfer of any of its
          property or the incurring of an obligation which may be fraudulent
          under any bankruptcy, fraudulent conveyance or other similar law;

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     (c)  A case or proceeding shall have been commenced against Borrower in a
          court having competent jurisdiction seeking a decree or order in
          respect of Borrower (i) under title 11 of the United States Code, as
          now constituted or hereafter amended, or any other applicable federal,
          state or foreign bankruptcy or other similar law, (ii) appointing a
          custodian, receiver, liquidator, assignee, trustee or sequestrator (or
          similar official) of Borrower or of any substantial part of its
          properties, or (iii) ordering the winding-up or liquidation of the
          affairs of Borrower and such case or proceeding shall remain
          undismissed or unstayed for thirty (30) consecutive days or such court
          shall enter a decree or order granting the relief sought in such case
          or proceeding;

     (d)  Borrower shall (i) file a petition seeking relief under title 11 of
          the United States Code, as now constituted or hereafter amended, or
          any other applicable federal, state or foreign bankruptcy or other
          similar law, (ii) consent to the institution of proceedings thereunder
          or to the filing of any such petition or to the appointment of or
          taking possession by a custodian, receiver, liquidator, assignee,
          trustee or sequestrator (or similar official) of Borrower or of any
          substantial part of its properties, (iii) fail generally to pay its
          debts as such debts become due, or (iv) take any corporate action in
          furtherance of any such action;

     (e)  Final judgment or judgments (after the expiration of all times to
          appeal therefrom) for the payment of money in excess of $100,000 in
          the aggregate shall be rendered against Borrower and the same shall
          not be vacated, stayed, bonded, paid or discharged for a period of
          thirty (30) days; or

     (f)  Any other event shall have occurred which would have a material
          adverse effect on Borrower or its assets or financial condition in
          Lender's reasonable judgment and Lender shall have given Borrower at
          least twenty (20) days notice thereof.

     As security for any and all liabilities of the Borrower to Lender, now
existing or hereafter arising hereunder, or otherwise, Lender is hereby given a
lien upon and a security interest in any and all moneys or other property (i.e.,
goods and merchandise, as well as any and all documents relative thereto; also,
funds, securities, chooses in action and any and all other forms of property
whether real, personal or mixed, and any right, title or interest of the
Borrower therein or thereto), and/or the proceeds thereof, including (without
limitation of the foregoing) that in safekeeping or in which Borrower may have
any interest. In the event of the happening of any one or more Events of
Default, Lender shall have all of the rights and remedies provided to a secured
party by the Uniform Commercial Code in effect in New York State at that time
and, in addition thereto, the Borrower further agrees that (1) in the event that
notice is necessary, written notice delivered to the Borrower at its principal
executive offices ten business days prior to the date of public sale of the
property subject to the lien and security interest created herein or prior to
the date after which private sale or any other disposition of said property will
be made shall constitute reasonable notice, but notice given in any other
reasonable manner or at any other reasonable time shall be sufficient, (2) in
the event of sale or other disposition of such property, Lender may apply the
proceeds of any such sale or disposition to the satisfaction of Lenders
reasonable attorneys' fees, legal expenses and other costs and expenses incurred
in connection with the retaking, holding, preparing for sale, and selling of the
property, and (3) without precluding any other methods of sale, the sale of
property shall have been made in a commercially reasonable manner if conducted
in conformity with reasonable commercial practices of banks disposing of similar
property.

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     Demand, presentment, protest and notice of nonpayment and protest are
hereby waived by Borrower.

     This Note has been executed, delivered and accepted in the State of New
York and shall be interpreted, governed by, and construed in accordance with,
the laws of the State of New York.

                                        PASSUR Aerospace, Inc.

                                               By:/s/Jeffrey P. Devaney
                                                  ----------------------
                                                     Jeffrey P. Devaney
                                         Title:  Chief Financial Officer